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ICO Group Limited Proxy Solicitation & Information Statement 2014

Jun 3, 2014

49938_rns_2014-06-03_ddbbb289-f198-4f0b-a170-b382a38065ce.pdf

Proxy Solicitation & Information Statement

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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(Incorporated in Bermuda with limited liability)
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(Stock Code : 630)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting (“ SGM ”) of AMCO United Holding Limited (“ Company ”) will be held at Lavender, Level 3, Three Pacific Place, 1 Queen’s Road East, Admiralty, Hong Kong on Friday, 20 June 2014 at 10:30 a.m. for the purpose of considering and, it thought fit, passing, with or without modification, the following resolution of the Company:

ORDINARY RESOLUTION

THAT

  • (a) the conditional placing agreement entered into between the Company and Gransing Securities Co., Limited as placing agent dated 24 March 2014 in relation to the proposed offer by way of private placing of a maximum of 175,160,000 new shares of the Company on a best endeavour basis (“ SM Placing Agreement ”) (the principal terms of the SM Placing Agreement are summarised in the circular (“ Circular ”) to the shareholders of the Company dated 4 June 2014 and a copy of the SM Placing Agreement has been produced to the SGM marked “A” and signed by the chairman of the SGM for the purpose of identification) and all the transactions contemplated thereunder (including the allotment and issue of the SM Placing Shares (as defined in the Circular) pursuant thereto) be and are hereby approved; and
  • For identification purposes only

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  • (b) the directors of the Company be and are hereby authorised to sign, execute, perfect, deliver and do all such documents, deeds, acts, matters and things, as the case may be in their discretion consider necessary, desirable or expedient to give effect to the SM Placing Agreement and all the transactions contemplated thereunder (including the allotment and issue of the SM Placing Shares pursuant thereto) and to agree to such variation, amendment or waiver as are, in the opinion of the directors of the Company, in the interest of the Company.”

On behalf of the Board AMCO United Holding Limited YIP Wai Lun, Alvin Chairman and Managing Director

Hong Kong, 4 June 2014

Registered office: Clarendon House, Unit 1005, 10/F, 2 Church Street, Tower III, Enterprise Square, Hamilton HM 11, 9 Sheung Yuet Road, Bermuda Kowloon Bay, Kowloon, Hong Kong

Principal place of business in Hong Kong: Unit 1005, 10/F,

Notes:

  1. Any member of the Company entitled to attend and vote at the SGM is entitled to appoint one or, if he/ she/it is the holder of two or more shares, more proxies to attend and vote instead of him. A proxy need not be a member of the Company.

  2. Where there are joint registered holders of any share, any one of such persons may vote at any meeting, either personally or by proxy, in respect of such share as if he were solely entitled thereto; but if more than one of such joint holders be present at any meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such share shall alone be entitled to vote in respect thereof.

  3. A proxy form for use at the SGM is enclosed herewith.

  4. The proxy form and the power of attorney or other authority, if any, under which it is signed or a certified copy of such power or authority must be lodged at the Company’s principal place of business in Hong Kong at Unit 1005, 10/F, Tower III, Enterprise Square, 9 Sheung Yuet Road, Kowloon Bay, Kowloon, Hong Kong, not less than 48 hours before the time appointed for holding the SGM or any adjournment thereof (as the case may be) and in default the proxy form shall not be treated as valid. Completion and return of the proxy form shall not preclude members from attending and voting in person at the SGM or any adjournment thereof (as the case may be) should they so wish.

As at the date of this announcement, Mr. Yip Wai Lun, Alvin and Ms. Leung Mei Han are the Executive Directors; and Mr. Leung Ka Kui, Johnny, Mr. Chan Kam Kwan, Jason and Mr. Lau Man Tak are the Independent Non-executive Directors.

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